Love is Strange
by adoptpetz
Summary: All Mindy ever wanted was to start a family of her own. But unfortunately, mules are sterile. Mindy has seen her fair share of heartache, and she had finally come to terms with the single life. But one strange encounter will turn her world upside-down, and teach her that love can come from the most unlikely places. For Alchemicgree's OC contest on Fimfiction.
1. Prologue

**Prologue**

On a day such as this, you would expect the streets of Canterlot to be empty; it was the start of January, and the roads still gleamed from the slushy snow and black ice. Frost coated windows, signs, and whatever other surface would tolerate its frozen embrace. The skies were gray and gloomy, but the sun was just beginning to wink through the misty clouds. Even this miniscule amount of light added no warmth to the subzero temperatures. No pony in their right mind would be out in this weather.

Yet, despite the artic conditions, a group had indeed gathered before a shiny new building. The proud brick structure had recently taken up residence in a rather run-down part of the city. It was surrounded by decaying businesses and dangerously collapsing homes. In comparison, the newly acquired architecture looked as though it had been deposited in the middle of a dump. So why would one commission the construction of such a grandiose building in such a slum, you ask? Well, in this particular instance, such poor judgment could be blamed on sentiment. This was where _his_ story had started, after all... and where it had ended.

The pompous ribbons, banners and collections of blue balloons draped over the shoulders of the building should have produced a happy atmosphere, and indeed, most of the voices clustered there suggested a time for celebration. But in all the jumble of faces and voices, there was one who refused to join in the festivity. Instead, she stared glumly up at the central banner. "Alleyway Orphanage, Grand Opening," it read in bold black lettering. The first portion of the title was repeated underneath in more permanent signage with flourishing, golden letters.

Her dreary disposition had not gone unnoticed, and a few attempted words of encouragement or congratulations. This was her big day, after all. But Mindy heard none of it. She tuned them all out, electing to remain where she was and continue to stare up at the banners. Mules could be so stubborn, after all. Most of the ponies in attendance opted to give up and enjoy the refreshments without her. Most.

"I'm so sorry for your loss." Mindy's ear finally twitched, and her head swiveled a fraction of a degree. She didn't need to turn around to recognize that voice.

"Three Cheese." Condensation escaped into the night air as she shakily choked out the name. "You made it."

"We wouldn't have missed this for the world."

"And you brought your wife." At last, the mule turned to properly greet her guests. The rest of the assembly had attended as a mere formality, or perhaps even just for the catering, and Mindy knew these were the only two besides herself that wanted to be there. Three Cheese and Paw Print were the only friends Mindy had, but at the same time, they were the only company she needed.

"Here, Mindy. You'll catch cold." The pegasus mare had a hunch that Mindy wouldn't be taking proper care of herself, and had packed an extra scarf just in case. She made no move to accept or reject the garment, so Paw Print tucked it snugly around the mule's neck.

"He loved you, you know." A heavy hoof came to rest on Mindy's shoulder, and the contact prompted a physical jolt as she hacked out a sob. Three Cheese swiftly reached out to catch her before she crashed down to the pavement.

"H-He was all I h-had." A dark streak of water crept down the mule's cheek. It wasn't fair. He'd been so young, so innocent. He'd never done anything to deserve such a bitter fate. How could those ponies have been so cruel? Taking the life of a sweet...

Where the crowded lot had fallen silent, Mindy's irregular wheezing and wailing filled the void. By the grace of fate, destiny, or whatever supernatural force had brought them together, she found _him_. And then they had taken him away.

"It's alright. It's going to be alright." Cheese used the end of the scarf to wipe away her tears, and gently lifted her chin. Sniffling, she gazed into his kind golden eyes- eyes weighed down with grief. Cheese had looked so much younger just a year ago. Hay, what had happened to him? To all of them? Memories began flooding back to Mindy. There was a time when she used to be perfectly content living the single life, when Paw Print didn't have a care in the world, when you couldn't find Cheese without a smile on his face. Mindy almost wished she could go back to the day she first met them. It seemed so long ago, now.


	2. Chapter 1

**Chapter 1**

"You're hired.

"W-What?"

"I said, you're hired."

"But I didn't-"

"Yeah, just put the resume there. It's just a formality. I mean, waiting tables doesn't really require a real extended skill set, ya know what I mean?"

"But sir! I've only just told you my name!" The buff, beige-coated earth pony finally stopped dancing around long enough to look at her. He had a mop of red and orange-streaked hair and golden eyes. He currently wore a more-or-less clean chef hat and a completely grease-stained apron from under which a pizza-shaped cutie mark poked out. Mindy's vision was impeded by a countertop, or she would have seen that his shaggy hooves were tipped with the same red-orange as his mane.

"So you don't want the job?" he quizzically looked over the equally perplexed mule. She was quite attractive for one of her breed, with a stormy gray coat accented by a creamy white muzzle, white underbelly, and a white spot around each of her eyes. Her mane was jet black with bangs that just overlapped her deep blue eyes. A lighter blue barrette pinned back the lower portion of her hair, which was medium-length and currently curled. She had no cutie mark, as mules didn't possess such markings.

"N-No. I mean, yes, I do want the job." Mindy had, in fact, come in to respond to the 'Help Wanted' sign sloppily scrawled in the window.

"Then I'll tell you what. If you can make it through the lunch rush, you get the job. Uniforms are in the back. Put one on and start at table nine."

Mindy stood quietly in shellshock until the clattering of silverware rudely drew the mule from her thoughts. She wasn't going to push her good luck, and quietly did as she was told. Head still spinning, she shuffled into the back, expecting to find a bustling kitchen. Instead, she found only two ponies frantically scrambling to keep up with orders, one of which was Three Cheese, the stallion who had just hired her.

"It's that closet there," he called, pointing with his hind hoof as he juggled three pans on the stove. Mindy picked it out instantly, and hurried to change into the outfit- a simple black apron with the restaurant's name, The Barley Bucket, embroidered on the front. Unfortunately, it was about three sizes too large, but she put it on anyway.

"Which one is..." She emerged from the closet, already tugging the apron back up.

"Table nine is there in the corner." The second pony pointed, expertly balancing one tray between her wings, one on her hoof and yet another on her head. She had a pink coat, a ruby red and pink-striped mane and tail, both of which were neatly combed but kept short for a mare. She expected to find a food-related cutie mark, but instead she found two red paw prints.

"They were just seated. Start by getting their drinks- your order tickets should still be in the big apron pocket." Mindy reached down and found not only the tickets but also a pen.

"But what do I-"

"Don't worry about it- I'll teach you as we go." The mare took off to deliver her load. Mindy heaved a sigh, likewise rushing to attend to her new duties.

* * *

Mindy quickly realized why Three Cheese had been so eager to hire her- the place was horribly under-staffed, and as Cheese said, it was the lunch rush. The first hour was a living Tartarus. It wouldn't have been so bad if she had known what the hay she was doing. It wasn't that she wasn't used to waiting tables- she had been a waitress most of her working life. She had just plunged in with no prior knowledge as to the menu's contents, table numbers or the restaurant layout. She was even rendered unable to direct one customer to the restrooms. At last, the angry cacophony subsided, leaving the overworked staff to themselves for the break they deserved.

"Phew! Sorry to put you on the spot, there." Cheese came from the back with three milkshakes. He set the tray down on the counter and offered one to the pink mare whom she had learned to be Paw Print, and the second to the mule herself. "Here you go, Mindy."

"I-"

"Don't worry- it's on the house. You earned it." He slid the shake over before she could decline. Mindy hesitantly took the glass before realizing how hungry she was- she hadn't eaten a thing all day.

"Like I was saying," Cheese resumed, sipping his own drink, "I didn't mean to throw you in a whirlwind like that. It's just that we've been losing staff left and right. It's hard enough to maintain a family-run business without the staff copping out on you. It's 'cause school's started back up now, I think, and the kids were finding that they couldn't handle homework _and_ a job after all. I get that, I really do, but they could at least give us a head's up!"

"Now, Cheese, calm down," Paw Print soothed.

"I even had to call in my wife to give some extra support!" he went on with no intention of following her instruction.

"I'm supposed to be at veterinary school at the moment," Paw explained.

"Paw Print shouldn't have to sacrifice her education for a couple of irresponsible school fillies! Never shoulda hired 'em in the first place," he grumbled.

"It's perfectly alright. I completely understand," Mindy assured. "Frankly, I'm just glad I found a job. I never got the chance to thank you, by the way."

"Please! It should be _us_ thanking _you_! You really saved our tails back there! After my last girl quit this morning, I put up that sign up in the window out of desperation. I didn't think anyone would answer so fast, but hey, I won't knock it."

"I'll run an ad down for the newspaper on our way home," Paw absentmindedly commented.

"Unless you've got anypony you could recommend?" It took a moment before Mindy realized he had been addressing her.

"Me? Erm, no, I'm afraid not. I just moved to Canterlot, and haven't really had the chance to meet anyone here yet." Mindy decided not to add that she had no intention of making new friends.

"That so? What brings you to Canterlot, Mindy?"

"A fresh start, I hope," she stirred her drink.

"A fresh start meaning what? New career? New home? Starting a family?" Three Cheese slyly winked, elbowing his wife.

"Cheese, don't push her," Paw Print chided.

"No, no," Mindy sadly chuckled. "No family. I tried that once, and, uh... never again."

"Oh." Cheese stopped laughing. His wife smacked him.

"I thought he loved me, but he didn't," Mindy went on. Her eyes were distant, her mind elsewhere. "All I ever wanted was to have a family, but mules are sterile. Brent said he didn't mind, that we could always adopt if we ever got that far. We went steady for a year... that was when I caught him cheating on me. He was worried I'd tell and ruin his reputation, so he started spreading rumors that _I_ was the one who cheated. All my 'friends' believed him. They said awful things..."

"You don't have to talk about it," Paw Print assured. Mindy quietly nodded, and dabbed at her damp eyes. What the hay had she been thinking?! She wasn't sure why she had started opening up to these ponies- she barely knew them. Perhaps it was because they were there, and had been willing to listen. At the same time, she couldn't just unload all that drama onto her new boss. She was supposed to be making a good first impression, and she'd just blown it! She'd probably just made a new record for least time employed.

"Sorry. I didn't-" The jingling bells interrupted Cheese's apology to alert them of a new customer. Mindy jumped at the chance to excuse herself.

"I'll get it." Blitzing through that first hour had been rough, but she was finally starting to get the hang of things. She got the drinks taken care of almost too quickly, but perhaps that was just because she dreaded the idea of returning to the back. Once she delivered the two lemonades and received a food order, however, she didn't have much of a choice.

"Two orders of the special," she quietly informed, eyes down as she tacked the ticket up to the order wheel.

"Coming up," Paw Print assured, doing her the courtesy of pretending nothing had happened. Relieved, Mindy was also going to let it go.

"Hey." Mindy stopped, realizing she wasn't going to get away scott-free. "I don't know exactly what happened, but don't stop looking just after one bad experience. 'Kay?" Her black curls bobbed once, though she had no intention of following this advice. "Alright then," he let her go. "Just remember, my door is always open."

"Cheese? Can you take care of the specials, hun? I can't stand to see you in that oversized apron anymore," Paw fiddled with the end of Mindy's apron, which was beginning to fall down again. "Come on. I'll see what I can do."

* * *

The Barley Bucket had treated Mindy well, even if she had only been there for a week. It was a small yet bustling restaurant, though for some reason, they really were having trouble finding employees. Three Cheese obviously didn't seem to be picky when it came to hiring, which left Mindy to assume no one had yet applied. Mindy had also deduced that they were a young, inexperienced couple that hadn't quite gotten the hang of the business world- they treated their employees more like friends than subordinates.

The restaurant was only a few blocks from where she worked, which made travel easy, if not boring. She fell into a steady routine of trekking to and from work, which proved to be a drab but reliable life with no excitement, just as she liked it. She had learned a lot in one week, though perhaps more about the ponies who worked there than the restaurant itself. Paw Print was very social, and enjoyed casual chit-chat in between seating tables. This gossip was bearable, considering that she worked part-time in order to keep up her schoolwork. But it was Three Cheese that was the real talker! Ever since her meltdown on that first day, he had politely refrained from discussing Mindy's personal life, and instead talked about everything else.

From this casual conversation, Mindy learned that he and Paw Print were just recently married and now occupied a house they had inherited from her parents. They even offered to invite her over sometime to acquaint her with the area and some of their friends. Mindy quickly declined, but Cheese insisted on giving her their address for "another time" These ponies were friendly, true, but they were encroaching on inappropriately friendly, considering they were her employers. Mindy didn't think they meant anything by it, and that it was just their way.

It had been another late night for Mindy, though the real challenge had been escaping that chatterbox called Three Cheese. On this particular evening, Mindy departed from work with a big bag of takeout and a wallet full of tips. She shuffled home along the dark, dingy sidewalk by the dim light of the flickering street lamps. She had stayed very late to help them wrap up tonight, but Cheese had promised that a more rigid schedule would be provided when they got more help. _'If they ever got more help,'_ she ruefully thought.

She just hoped she wouldn't always be getting home this late. It was dark out, and there wasn't a pony in sight. Even with her limited experience here, she knew it wasn't safe for anyone to be walking around at this time of night. Who knew what kind of riff raff was lurking in the shadows?

Mindy shivered, and kept her head down as she picked up the pace. _'Stop making yourself paranoid,'_ she chided herself, accelerating to a trot. _'Just go straight home and you'll be fine. You'll be-'_ The screeching clatter of crunching metal set her off. Mindy broke into a full on canter, bolting for her apartment. She hadn't even rounded the block when a cry reached her ears. As spooked as she was, Mindy normally would have kept going... except the call belonged to that of a child.

Mindy hesitated. She wanted to go home and know that she was safe in bed more than anything, but it was just a child. It hadn't sounded any older than two or three, and most certainly not old enough to be out unsupervised. Was it alone? Was it hurt? Where were its parents?

' _It's not your problem, it's the parents'. Let them take care of it.'_ Evidently, the parents were either slacking or absent, because another cry assaulted her ears. With an angry, nervous huff, Mindy figured she should see what the problem was.

The sound had come from a dark, narrow alley between two buildings. The way through was completely obstructed by two dumpsters, but on the other side lay a sagging abandoned lot. Judging by the spread of empty soda cans lying around, someone had been digging through here and caused the noise she heard.

"Hello?" Mindy anxiously called. It was dark and hard to see, and the flickering streetlights weren't helping at all. Another small clatter answered her, and a rogue soda can rolled out from between the two dumpsters. "C-Come out," Mindy gulped. "O-Or.. or I'll-"

For the first time, Mindy noticed an eerie green glow reflecting off the surface of the metal cans. What _was_ that? Whatever it was, the creepy light was doing nothing for her nerves. _'Probably just a little unicorn child. The light's just their aura... yeah...'_ One hoof gripped the cold, grimy surface of the closest trash bin. _'On the count of three. One... two... three.'_ The dumpster gave way with an awful screech, and she was faced with two huge, glowing eyes.

"CH-CH-CH-CHANGELING!" At that moment, Mindy's hoof met a surprisingly durable soda can, and her shifting weight caused both can and leg to fly out from under her. Her head collided with a hard wall, and the last thing she saw were those blue, beady eyes.


	3. Chapter 2

**Chapter 2**

"Mmm," Mindy groaned, head throbbing. She lay still for the time being while she drew up the courage to move. The mule didn't even want to open her tired eyes, but she could tell that it was still dark out, so she couldn't have been out for long. A curious rustling eventually tickled her ears, and prompted a reaction. She peeked one eye open, and gasped.

The changeling. The previous events came rushing back and Mindy leapt to her hooves, but was too stunned to get any farther. This changeling must have been the one to produce the cry she heard; it was small enough to fit her estimated age bracket. It was currently rummaging through her takeout bag, and only its lower half was visible. But there is was, with its punctured hind legs, fin-like tail, iridescent blue shell and all.

' _Oh Celestia, oh Celestia!'_ Mindy began hyperventilating. She knew the attack on Canterlot hadn't been all that long ago, but she had been assured that all the changelings had been taken care of! Was this one just now arriving, or had it been left behind? But then again, if it had been left behind, why didn't Shining Armor and Cadance's magical blast expel it with the others? Was it... _not_ dangerous? Was that even possible?

Mindy attempted to steady her breathing, and became so focused on this task that she didn't notice when the rustling stopped. _'At least it hasn't eaten me yet... but maybe it's just preoccupied with the takeout.'_ She turned to search for it, and found that the changeling had sat itself down with the bag still hugging its head. She tensed, and didn't dare make a move. Slowly, the cover slipped, and those two bright orbs met her once again.

' _Definitely dangerous!'_ She reeled back. _'Definitely dangerous! Very dangerous! Very... hurt?'_ She happened to notice a stub where its horn should have been, bright green sparks occasionally flying off. _'That would explain the eerie glow,'_ she thought. This new discovery caused her to linger a minute longer. It looked like a relatively recent injury, but considering that she couldn't see any sign of blood or the horn itself, the changeling had probably been like this for a few days.

Wait, a few _days?_ How long had this changeling been wandering the streets? Surely somepony would have seen it, and reported it to the police. In fact, that's what she should be doing right now!

Mindy began mentally plotting a course to the station until she remembered her purse. It had been discarded in all the commotion, and she now eyed it, wrinkled but unharmed, settled behind the creature. That pouch contained everything she owned. _'The police will return it,'_ she kept telling herself. But being new to the city and owning very little as it was, Mindy couldn't bring herself to leave it. No, she had to retrieve it now. But she wasn't willing to get too close to that mongrel and its creepy, blank blue eyes, either.

She reached a compromise and reached for a long stick instead, slowly. The changeling watched her curiously, never moving. "That's right, little guy. You just stay put," she bit her lip. This stick didn't quite reach her purse strap. There wasn't anything else in the vicinity that she could use to retrieve it, though, so she inched forward to close the gap. The changeling tilted its head.

"Stay," tears of hysteria pricked Mindy's eyes. "Stay there and don't eat me. Oh, Celestia, don't eat me!" Speaking of, what _had_ it been doing for food? Changelings fed on love, as Mindy understood. So where were its victims? Wait, could it even _take_ victims? Its horn was broken, and without magic, it couldn't change form to trick anypony into loving it. But while it was thin, the changeling didn't look overly malnourished. In fact, it looked quite satisfied at the moment, a slight bulge showing in its abdominal area. _'Oh, that's right,"_ she recalled. "You were in my takeout bag, weren't you? I guess changelings can digest actual food, too."

The changeling cocked its head, and she realized with a start that she had made the mistake of speaking aloud to it. "Easy, now." Luckily, it had stopped moving, so she made another attempt to rescue her purse. The changeling's head whipped around to see what she was doing back there. Mindy squeaked with terror, accidentally flinging her stick in the process. So much for that idea.

The changeling looked at her purse, glanced at her, and finally settled back on the crumpled, stripe-patterned fabric. "Wait, what are you... don't you dare!" The changeling hopped up, and woozily trotted towards the bag. "No!" Too late. The parcel was already clenched between its tiny, fanged jaws. Mindy sagged, the shame of defeat clinging to her like a thick fog.

Fine. Well, now that she didn't have anything to stick around for, she could go get the police and hope to get her belongings back by the end of this. She glumly turned and began shuffling down the block. The police station was... left. No, right. Definitely right.

She hadn't gotten too far when she heard the ***clip clop*** of tiny hoofsteps behind her. Her curly black hair stood on end, and her blue, terror-filled eyes glanced back to confirm her suspicions. The changeling was following her! "No, no, no! Stay back! Get away!" Her urgent tone of voice only seemed to attract the creature. "Stay awaaaaaay!"

Mindy was sprinting and screaming and crying all at once, blindly stumbling in the general direction in which she thought she would find the police station. However, with her vision blurred by streams of salty tears, there was no way to tell if she was going the right way or not. In fact, she was pretty sure she had made a few wrong turns somewhere along the line. If only that little beast would stop chasing her...

It was gone. At least, she thought so. Mindy slid to a stop, kicking up a murky cloud of dirt in the process. Looking behind her, she neither heard nor saw any trace of the changeling. She had lost it. That would make the police ponies' job harder, but at least _she_ was safe.

Mindy collapsed on the wall of a brick building to steady herself, vaguely registering that this was her apartment building. _'The only fortunate event of the night,'_ she ruefully thought, shifting her weight so she was again stable on her own four hooves. Her legs still threatened to give out from under her, unable to handle the stress of this little escapade. Her knees knocked with fear and her entire body felt an extra twenty pounds heavier.

' _Just your imagination, old girl,'_ Mindy gritted her teeth, still struggling to support herself. _'This is a figurative weight we're talking about, remember?'_ Or was it? The so called "imaginary" weight shifted on her back. Mindy progressed from a trembling leaf to a rigid stick in under a second. Her heart beat desperately against its confines. It wasn't... it couldn't be...

The soft, metallic clinking of change distracted her from those horrible, horrible thoughts. The soft fuzz of fabric tickled her hoof. She moved her leg, sure that she felt something on her back shift with the movement, but she didn't dare turn around lest she confirm her worst fears. Instead, she focused on the fuzzy thing that had landed beside her. It was... her purse?

She couldn't ignore the fact anymore. The changeling had found her, deposited her purse, and was now _perched on her back._ The mule took several shaky, deep breaths to calm her nerves. If she didn't think this through logically, she was liable to become dessert. She just had to shake it off, grab her purse and make it to the third floor of the apartment building before it had time to recover. Mindy violently bucked the air in hopes of throwing it off, and could later boast that she was quite successful. The changeling tumbled through the air, flailing to right itself as those frail insectoid wings would most definitely NOT break its fall.

Mindy's hoof had just touched down on the stairwell when she heard the cry. Not the terrible, horrible screech of a bloodthirsty (or lovethirsty) monster, but the pitiful wailing of a child. An innocent, defenseless child. Mindy's mind urged her to go onward, but her body would not obey. Her hooves were cemented to the ground. She could not go forward, but in the back of her mind, a voice was told her that going back was an option.

' _It's just a child.'_

' _It's a_ changeling!'

' _It's scared, and alone. Are you just going to leave it to die?'_

' _Yes!'_

' _Come, now. You're the one that said you wanted children in the first place.'_

' _Yes, children! Not a changeling!'_

" _What's the difference?'_

' _For one, regular children don't feed on your love!'_

' _Neither does this, one, evidently. You watched it eat physical food.'_

' _They're dangerous!'_

' _You don't know that. In fact, it has done nothing of consequence to suggest that it holds any ill will against you.'_

' _The rest of its kind has. They attacked Canterlot and nearly invaded all of Equestria! Who's to say this one won't try and do the same?'_

' _Look at it. Does that look like a dangerous killer to you?'_

Mindy peered through the handrail grating. Admittedly, the sobbing creature didn't look at all threatening in this state...

' _I'm sure none of them do when they're young. But I know what that thing will grow up to be!'_

' _Do you? You're just making excuses. You could raise him to be something better than another changeling drone.'_

' _Stop that. It's an 'it,' not a 'him.''_

' _HE isn't even dangerous. His horn is broken. He can't change form. He probably can't feed on love. He may be a changeling, but he's still an innocent, defenseless child. You even acknowledged yourself that he very well could have been left behind in the changeling invasion, and if the banishment spell passed over him, then it obviously deemed him harmless.'_

' _I also considered the possibility that it may have arrived late. Look at those tiny wings! It couldn't possibly have kept up with the adults.'_

' _Even if he did sneak into the city after the fact, he doesn't seem to have caused any trouble besides raiding a dumpster or two in search of food. Look at him! You can't just let him starve to death!'_

' _How do you know it's a 'he?' What if it's a 'she?''_

' _You're talking in circles.'_

' _I'm arguing with myself, which is even worse.'_

' _Are you going to take it in or not?'_

Mindy's face contorted in disgruntlement. No matter how many times she tried to talk herself out of it, her subconscious came up with reasons why she should take the plunge.

' _No... don't give in... just walk away.'_ Her hooves were still anchored to the stairwell. She finally made it one step, two steps... and three steps backward. Mindy brayed with fury as guilt dragged her back. The changeling was as she had left it, sobbing on the sidewalk, but it ceased its wailing when it heard Mindy return.

"Alright, look, changeling," Mindy growled, pointing an accusatory hoof. "Against my better judgement, I have opted NOT to turn you in to the police. And even crazier is that I somehow talked myself into letting you STAY with me in my apartment. But know this- one slip up and you are OUT. You got that?"

The changeling gurgled, and continued to stare at her with those disturbing, pupil-less eyes. Mindy shuddered, and tried not to focus on that. "Alright. Then hurry up and get inside. We caused such a racket I'm surprised nopony else has called the police yet."

"Gla?" The changeling cocked its head, but made no move to get up.

"Oh, fine. I'll do it myself. Eck!" Mindy picked up the changeling, but took care to dangle the revolting bug-creature a safe distance out from her. The changeling, however, didn't seem to like being held, for it began to squirm and wriggle, grunt and even cry out. "Shh! Shh!" Mindy silenced, dropping it. Landing with a thud, those two beady eyes swiveled around towards her. "Fine, walk by yourself, then. Just come quietly, won't you!" Its fangs flashed with glee, and it immediately hopped back up onto all fours. "Alright, then," her black curls bobbed with satisfaction.

She turned to leave, and heard the light buzzing of wings before a weight was deposited on her back. Her muscles tensed and her breathing quickened. _'It just wants to ride piggyback. Nothing more. Not like it's going to eat you or anything...'_

' _You know, if he's going to be staying in your house, you should probably get used to touching him,'_ Mindy's subconscious resurfaced. _'And start thinking of him as a 'he.''_

' _Shut up!'_ Mindy stiffly trod towards the stairwell with it- _he-_ in tow.


	4. Chapter 3

**Chapter 3**

A symphony of clangs and clashes sounded from Mindy's apartment, blaring without need of speakers for all of Equestria to hear. A couple of her neighbors even applauded, showing their appreciation by taking a broomstick to their ceilings or just plain hollering for her to pipe down in there. Mindy raced back out into the main living space and flicked on the light, hunting for the young composer. Again.

It was three in the morning, and this was the fifth time she'd had to get up and convince the changeling to be quiet. It looked like neither she nor the neighbors would get a restful sleep this night.

Mindy just didn't understand what the problem was! She'd fashioned a temporary bed for him out of one of her emptied moving boxes, a stack of pillows and a blanket folded several times upon itself. She'd even given him his own private nook in the kitchen, far, far away from her.

So what was the problem? Was it too hot? Too cold? Was he hungry? Then again, how could be hungry after he'd already downed her whole dinner? Perhaps he was scared, then. These were new surroundings, after all. Mindy herself had jumped at the strange city noises during her first few nights here. Yet, judging by how he kept darting about, running from Mindy like it was some kind of game, she didn't think that was the case.

' _A game... he thinks this is a game. He wants to play. But this late? Maybe changelings are nocturnal.'_

Mindy finally lunged forward and managed to drag him out from under the armchair in time. "Alright, you. Back to bed."

"Na!"

" _Yes._ You very well might be nocturnal, but we're going to have to train you out of that, because the rest of us aren't. I have to get up early to go to work tomorrow. Celestia, how am I going to leave you alone all day when you cause this much of a racket?" She carried the struggling changeling back to the kitchen, where his makeshift bed was waiting for him. She held him down with one hoof while she used her other to fix the blanket and tuck him in. Unlike the last four times she'd repeated this action, however, this time he kept trying to sneak back out as soon as she looked away.

"What do you _want?"_ the exhausted and irritated mule snapped. The changeling circled his bed once, then ran to Mindy and tackled her leg headlong. The hollow nooks punched out in his legs pinched her skin as he squeezed her fore hoof, so she lifted it up in an attempt to shake him off. The changeling had an iron grip, however, and simply dangled in the air, gazing expectantly at her with those freaky blue flashlights.

' _I have to get over those eyes,'_ Mindy shuddered. "No, changeling," she said aloud, "I can't play now. Go back to bed. Maybe if you're good I'll play with you after work tomorrow." She made the mistake of glancing at his eyes again, and chills traveled up her spine. "Maybe."

' _What in Tartarus possessed me to take this..._ thing _in?'_ she sighed, firmly stuffing the covers back around the wriggling child. _'Who am I kidding? I'll take it to the police first thing in the morning. It's not some lost puppy or even a child. It's a change-'_ A sudden pressure applied around her foreleg drew her out of her thoughts. The changeling had abandoned its bed for the umpteenth time, but this time it wasn't to wreak havoc around the house. Now it was snuggling against her leg once more, squeezing tight to get as close to her as possible.

' _This is why I brought him in,'_ Mindy reminded herself, sighing internally. Lost puppy, child or otherwise, this was a scared, innocent creature that needed her help. _'Or needs my love. Wait, what if it's been feeding on my love? It's controlling me to change my mind!'_

' _Are you kidding?!'_ her conscience snidely remarked. _'You haven't given it any love since you brought it here! How could it be feeding on your love?'_

"I'm starting to wonder if I have multiple personalities," Mindy quietly growled. However, her subconscious was right. As of right now, she was safe from the changeling's control. The even scarier thought, however, was that meant the decision to keep the child had been solely her own.

"Why can't I just give you up?" Mindy wasn't sure whether she should laugh at herself, throw a frustrated, angry fit, or break down and weep, so this came out somewhere between a cough and a snort, with a soft stomp to emphasize. The leg she moved was the one the changeling was still attached to, and it didn't move from the spot, but he did turn to gaze up at her. "You scare me half to death, you could potentially take over my mind, you've brought me nothing but trouble since you arrived, and I could be arrested for harboring a creature like you. So why can't I just _give you up?_ " Mindy had finally concluded that it would be most appropriate to sob.

The tears rolled down her cheeks and plopped lightly on the changeling below. His nose twitched as each salty drop slashed on his black chitin, and finally let go. At first, Mindy was relieved... until the changeling darted off again. "Changeling," she wiped her eyes, " _no!_ " She halfheartedly chased after him, following the sounds of his tiny hoofsteps through the apartment.

She became worried when she lost track of his hoofsteps altogether. That would make him ten times harder to find, and the sooner he had been returned to his bed, the better. However, she just didn't have the energy at this time of night, so she just glumly shuffled through her house, reluctantly crouching down to check under each article of furniture. The last room she had to check was the bathroom, and she had to walk past her cracked bedroom door to get there. Wait... hadn't she _closed_ her bedroom door?

' _Looks like I found him.'_ Mindy slowly, silently pushed the door in a smidge farther, taking care to block the way with her body should he try to escape. But the changeling did no such thing. Rather, he was situated quite comfortably at the hoof of her bed, gazing at her in such a way as if to challenging her to remove him. Or maybe that blank stare was just how he normally looked.

"No, changeling, you can't sleep here. That's _my_ bed." He made some sort of inquisitive vibrating noise somewhere between a hum and a chirp. Then he rolled over, as if inviting her to occupy the vacated space. "I _said_ you can't sleep here," Mindy huffed.

' _Oh, why not?'_

' _Not you again!'_

' _He just wants to snuggle with Mommy.'_

' _I am NOT his Mommy.'_

' _Sure you are! That_ is _why you took him in, isn't it?'_

' _I took in a young creature that needed help. Nothing more.'_

' _You and I both know there's more to it than that. You've always wanted kids of your own.'_

' _Well, that's impossible for a sterile mule like me, isn't it?'_

' _Says who? There's your child, right there, lying on the bed and waiting for Mommy to go tuck him in.'_

' _That_ thing _can never and will never be my child.'_

' _So we're back to calling it a 'thing', huh?'_

' _I don't know what I was thinking, taking it in like I did.'_

' _Oh, even better. We're going through the 'I'll take it back in the morning' speech again. You've gone through this cycle a thousand times in the past hour, which I didn't even think was possible. But you always come to the same conclusion. Let's face it: he's staying.'_

' _Okay, so maybe I don't necessarily want to give it- him- up,'_ Mindy confessed. _'But I can't even look at him. Those eyes... I just can't get over those eyes.'_

' _Lame excuse!'_ her subconscious cackled. _'Look at those eyes! Admit it. He has beautiful eyes.'_

' _If by beautiful, you mean blank, creepy, and always staring at me, then yeah, they're gorgeous.'_

' _Go on. Look at them.'_

' _I-'_

' _Don't even argue. We both know I'll win.'_

"Unbelievable! I can't even win an argument against myself!" Mindy ran a hoof through the mess of curly black locks sitting atop her head, but was finally forced to relent. She cautiously looked up, and uneasily met the changeling's eyes. (At least, she thought it was returning her gaze, but without pupils it was a bit difficult to tell where exactly it was looking.)

To her disbelief, it actually wasn't as bad as she thought. The longer she looked at them, the less they frightened her. _'I don't know what I really thought was so scary about them,'_ she nervously chuckled. _'I mean, they might be blank, but it's just a child. It's not like it's going to murder me in my sleep... will it? Oh, Celestia, don't murder me!'_

' _What are you going to name him?'_

' _Weren't you listening? I can't keep it! That thing could murder me!'_

' _You should name him.'_

' _I'm NOT NAMING IT! If I name it, I'll get attached. And I really don't want to be attached to my murderer-to-be.'_

' _He's not going to murder you. If he was going to, he'd have done it already. Besides, getting attached is exactly what you need to do to get over those lovely blue eyes. What about Ally? You always dreamed that one day you'd have a little girl to call Ally.'_

' _I don't want to name it! Besides, Ally is a girl's name. It's a boy... I think. If I had a boy, I'd have named him after my husband.'_

' _Well, you found him in an alleyway. Give him a pony's name. Call him Alleyway. Pony names are typically gender-neutral, anyway.'_

' _I can't-'_

' _We've already gone over this. I'll win, remember?'_

' _I hate you.'_

"Okay, Alleyway. Move over. _Far_ over." Mindy prodded her bed partner with a hoof, rolling him over another pace. He didn't attempt to thwart this motion, so keeping one eye on him at all times, she slid under the covers at the opposite end of the bed. "Good boy. Just stay over there and maybe we'll both finally get a good night's rest." However, the clock contradicted this statement, as it was already four and she would have to be getting up soon. She tugged the lamp's switch into the OFF position, which wasn't entirely effective, because Alleyway's glowing eyes then dimly illuminated the room. She shivered knowing that such a dangerous creature was in such close proximity to her, especially when she was supposed to be sleeping.

At long last, the blue light went out altogether, alerting Mindy that Alley was asleep. Now maybe rest would come to her. Maybe. Actually, this was a very unlikely outcome, at least in her mind. But the day's events had taken everything out of her, and as improbable as it seemed, Mindy soon lapsed into a deep sleep.

Alley had considerately waited for her irregular breathing and shivering body to return to its steady rhythm before clambering up and snuggling between her fore hooves.


	5. Chapter 4

**Chapter 4**

Bells jingled, sounding her arrival into the cafe. "Mindy! You're here early," Three Cheese greeted. He had been wiping off the counter, but looked up to wave when she entered.

"I thought I was late," Mindy panted, glancing at the wall clock opposite the counter.

"Still got ten minutes, my friend," he winked with a grin.

"In that case, would it be possible for me to get some breakfast, first?"

"Sure, but you know we don't really serve breakfast foods," Three Cheese shrugged.

"Any kind of food would work about now," she sighed.

"Wake up late?" Cheese guessed.

"No, I've just had a busy morning." After waking up alive, Mindy decided that Alley could stay after all. Feeding him on top of getting ready meant she didn't have time to get any food herself. He'd kicked up a bit of a fuss when Mindy left, so she prayed that he would behave until she could get away to check on him. "The churros smell good," she finally decided. Cheese nodded.

"One order of churros, coming right up."

"Hey, sweetie." Though the bells only rang once, two ponies entered the shop. One was Paw Print, and the other was a mare Mindy did not recognize. She had a rich violet coat and a black and purple mane, cut short with bangs brushed to one side of her horn and sweeping into one eye. She wore black lipstick, heavy eyeliner and eye shadow, two stud earrings in one ear, and a spiked dog collar that matched her cutie mark.

"Honey," Cheese hesitantly greeted. "Who's this?"

"Three Cheese, this is Black Lace. She was interested in the job opening," Paw explained.

"Oh?"

"Here's my resume," the unicorn levitated a neatly typed paper over, and Three Cheese glanced at it.

"Fresh out of school, huh?" he said after a moment.

"Yeah," was all he got out of her.

"Have you waited tables before?"

"No."

"I see." An awkward silence fell over them as he pretended to further scrutinize the paper. "You don't seem to have listed any previous work experience..."

"I've never had a job before. Fresh out of school, remember?"

"Right. Of course."

"But I volunteer at the pet shelter every weekend."

"Her mother is one of my classmates," Paw further explained with a smile. "Sorry, I probably should have said something before."

"Oh! Well, I don't see any problems," Three Cheese slid the paper in a drawer for safekeeping. "Though... we do have a dress code here..."

"I figured." Without flinching, Black Lace dampened a napkin and wiped off her makeup, then removed her jewelry and neatly tucked them in her saddlebags. Under all the heavy accessories, Mindy discovered that she was actually a very attractive young mare.

"Okay, then." Three Cheese nodded. "You can just go get an apron from the back closet, and we'll get you started."

"Yes, sir."

"Now that you're here, Paw, could you-"

"I'm sorry, honey. I can't stay. My professors have been hounding me to get back to class, and I thought now that you had another set of hooves..." his wife trailed off. "Will you manage without me?"

"I suppose..."

"I'll drop by at lunch and do what I can," she kissed him farewell. She started heading out the door, and stopped. "Oh, and Mindy? Could you show Black Lace around?"

"Um... yes. Yes, I'll try."

"Three Cheese is always there if you have any questions, both of you. Alright. See you ladies at lunch." The chimes sounded her departure, and the three were left in an otherwise empty restaurant.

"Well, Black Lace, go ahead and get your apron on and I'll get your order ready, Mindy."

"Actually, Three Cheese, that's alright. I'm not that hungry," the mule lied.

"I thought you said you skipped breakfast," Cheese frowned.

"I'll be alright. It's past time for my shift, anyway." Admittedly, she was a bit disappointed, but there was no arguing with the clock.

"You're disciplined, I'll give you that," Cheese sighed, relenting. "Okay, then. Can I have you start out by showing Lace the ropes?"

"Yes, sir," Mindy formally nodded.

"I'll get the apron," Lace ducked her head and let herself into the kitchen.

"Since there's only one cook today, I need to get an early start, but don't be afraid to come and ask if you have any questions," the stallion reminded, heading after her.

"I'll do my best," Mindy vowed.

Black Lace emerged soon after he had ducked in, and Mindy waited patiently for her to finish tying the apron into place. "Hi," she began. "I'll do my best to show you around, but I only started working here recently myself."

"That's what Paw Print said," Lace said in the most neutral, monotone voice she could manage.

"Well, maybe between the two of us, we'll be able to figure this out," Mindy continued, trying not to let the confusion seep into her voice. She cleared her throat, and led Lace to the front of the restaurant. "Now, from what I understand, there are twenty tables, and they're numbered in a snake pattern. One starts there by the door, and behind it is two, three, four-"

"Five, six, seven. Yeah, I went to kindergarten too."

"Sorry, I was just trying to show you the snake..." Mindy coughed in embarrassment. "Well, I can show you the drinks..."

"I think I know how to fill up a cup."

"...Okay..." Mindy had been trying to repeat Paw Print's crash course from her first day, but didn't remember what the pegasus had told her next.

"Why don't you show me something useful, like how to fill out the tickets?"

"Alright..." Mindy clumsily dug her ticket book out and consulted one of the menus. "It's fairly easy. Paw Print told me to go around the table clockwise and ask for orders so we don't have to ask who got what when it comes time to serve. Start off by writing their order here on the far left, then any alterations to the meal underneath, slightly indented, and start again at the left for every additional order. Oh, but always ask if it's all on one check first. It saves everyone time and hassle when they go to pay."

"Okay."

"We're responsible for seating them as well as taking orders and delivering food. Just from personal experience, I'll tell you that it's best to seat everyone ASAP, because by the time you've gotten two or three other groups settled, it's time to go back and check on the first group for drink orders. Of course you want to smile, and introduce yourself, especially because you don't have a name tag yet. I highly suggest you make a temporary one before we open up."

"Right."

"After you bring the drinks, ask if they're ready or need a few more minutes. It looks more professional if they know you're ready to take care of them already. If not, give it another five to seven minutes, unless they wave you over sooner. By the time you come back for the food order, they might need drink refills, so if that's the case you should take the cups back with you, place the order and _then_ refill. This place is absolutely hectic at lunch hour- you'll need to manage your time wisely."

"Got it."

"Like I said, go clockwise so it's easy to deliver the food. If someone happens to cut in out of order, just leave space on your ticket or if you think you can remember, take a mental note. There are all sorts of crazy tricks to help you remember: make up a rhyme, associate a customer's name or traits with their food... just use whatever works for you."

"I thought you only started working here yesterday."

"That's right."

"You sound pretty experienced for a newbie." Though the mare's tone was still flat, Mindy thought she detected a hint of admiration in her voice.

"Well, I've been waiting tables most of my working life," the mule proudly confessed.

"Really? You never moved on?"

"I'm happy where I am."

"Not me. I'm saving up enough to open my own place, then I'm outta here. I'm not going to live my life just 'satisfied where I am.'"

"Well, I welcome opportunities for advancement," she justified, "especially with the little one at home-" Mindy's eyes bulged as she realized she'd said too much. Black Lace looked equally surprised at what had come out of her mouth.

"You've got a kid?! But you're a mule!"

"Well, he's my nephew, on my mother's side. He's a pony," Mindy quickly saved, slightly turned off by the mare's blunt (not to mention rude) phrasing.

"Oh," Lace looked slightly relieved.

"What's his name?"

"Alleyway."

"What kind of a name is that?" Mindy was at a loss for words.

"I... I don't know."

"Hmm."

"We should probably refill the condiments," Mindy suggested.

"'Kay."

"You take tables one to ten. I'm eleven to twenty." Mindy showed her to the storage area, should she find an empty bottle, and quietly continued about her work.

It was still early, and no jingling bells had interrupted their work. Mindy didn't take Black Lace to be a big talker, but maybe the mare found the silence awkward. "So your nephew... he stay with you often?"

"He practically lives with me," Mindy quietly chuckled.

"You're close then?"

"Uh..." She'd known Alley for all of a day, well, not even that, and she'd been utterly terrified of him the previous night. This morning had been better, but she couldn't say in all honesty that she was completely comfortable with him yet. "Not particularly," she truthfully confessed, "but I'm trying to fix that."

"Just get him a bunch of toys. Kids like that."

"Oh." Somehow, Mindy got the feeling that there was a little more to it than that.

"Never liked kids much," Lace went on. "They just scream and cry a lot. There was one that just wouldn't shut up in my apartment building last night. Don't think I got a wink of sleep."

"You... uh... you live in the Hoofwell Residences?"

"Yeah. How'd you know?"

"I heard it too," Mindy blushed.

"That wasn't your nephew making a racket, was it?"

"Maybe?"

"Well, keep the kid quiet tonight. Some of us actually value our sleep," Lace growled. Mindy had a feeling she would have liked to say something else, but for the sake of keeping her newly-acquired job, had remained silent. "Just get him the toys, 'kay?"

"Sure," Mindy gulped. "Will do."


	6. Chapter 5

**Chapter 5**

Once again, the lunch rush was crazy, though things went a little more smoothly when Paw Print returned to assist them. Mindy kept looking for an opportunity to excuse herself so she could check on Alley, but it wasn't until well after two that business had settled down enough for her to think her request would even be considered.

"Alright, ladies, well played today," Three Cheese announced, bringing out another tray of milkshakes as a reward. He hadn't done this since her first day, so she assumed this was his way of welcoming new staff. "Between the four of us, I think we actually handled things pretty well. Here, Lace. It's on the house. Mindy?"

"Actually, Three Cheese," Mindy declined. "Would be at all possible for me to run home, just for a few minutes? I need to go check on my nephew."

"You mean you left the kid who was screaming his head off all night alone, unsupervised?" Lace glared.

"No!" Mindy lied. "And he wasn't screaming. Look, he has a foal-sitter, he just doesn't like to be away from me too long."

"You also said the two of you weren't very close," the unicorn suspiciously narrowed her eyes.

"Whoa... is there a problem here, ladies?" Cheese awkwardly interrupted.

"No," Mindy ducked her head.

"Well... I think we can hold down the fort until you get back. Just make it quick," Paw instructed.

"Thank you," Mindy gratefully sighed, sliding out of her seat and bolting for the door. She felt Black Lace's eyes boring into her all the way down the block.

She hadn't even reached the stairs when the melody of Alley's latest composition reached her ears. She shot up the stairs with a vigor that made her legs burn, but she ignored the pain and flung open the door. "Shh! Hey! What are you-" A partially hollowed out leg was promptly stuffed in her mouth, effectively gagging the mule.

Alley's wings buzzed with unbelievable energy to keep him aloft as he hugged Mindy's face in welcome. She spat out his hoof and managed to pry him off just before resorting to the use of a crowbar. She sat him firmly on the ground, not at all pleased. "Just WHAT do you think you're doing?" she gestured to the misplaced boxes, upturned furniture, and scattered knick-knacks strewn all through the apartment. The fins he had in place of ears flattened against his head.

"I can't keep cleaning up your messes! I have to go back to work. Here," she angrily shuffled to the fridge and retrieved the fixings for a sandwich. Alley curiously wandered over to investigate, and she stuffed the meal in his hooves. "There. Have at it." She started for the door again. Alley glanced at the daisy wedged between two slices of wheat bread, then let it fall to the floor as he followed Mindy out.

"No, Alley! Go eat your lunch and _behave_. I'll be back after work. Just... be _good_ until then, okay?"

"Cllrrr?" he chirped.

"Stay, Alley. Stay." She sadly closed the door, too tired, frustrated and angry to do anything else. The stress of becoming a single mother so abruptly on top of her confused feelings toward Alleyway were causing her emotions to roil. At present, she wanted to break down and cry, but she couldn't spare the time. She was still on shift, after all. Speaking of, she needed to get back to the restaurant.

Her hooves felt like lead, but she forced herself to return quickly, as she had promised. Paw Print had already returned to the veterinary school when she returned, and Black Lace was taking care of another customer.

"The little guy doing okay?" Cheese inquired as she returned.

"I guess so," Mindy sighed.

"What does that mean?" The customers still hadn't placed their order, so he spared a moment to talk to her.

"He's been... misbehaving."

"Ah," Cheese lightly chuckled. "How old is he?"

"Two, I believe."

"Ah. The terrible two's, huh?"

"Exactly."

"I've got a niece about that age. Maybe we could arrange for them to get together."

"I... don't know," Mindy's blood ran cold. "His mother doesn't like him to get out often."

"Why's that?" Cheese looked truly perplexed.

"He's... handicapped," Mindy improvised. It was true, after all.

"Oh, I'm so sorry," Cheese looked like he wanted to smack himself again. Black Lace, however, felt no such shame.

"What's wrong with him?" she blatantly inquired.

"Broken horn," Mindy evenly replied. That finally caused the unicorn to halt, no doubt reevaluating the value of her own appendage.

"That's no small condition! How did it happen? If you don't mind me asking?" Cheese quickly put in.

"I'd tell you if I knew."

"The kid taking meds?"

"No."

"How long ago did it happen, then?"

"Not too long ago, but I don't know exactly when."

"Didn't his mom get it checked out?" Lace was becoming increasingly animated over the issue.

"I'm not sure. Won't tell me anything," Mindy helplessly shrugged.

"A broken horn is a serious deal! You've gotta get that kid to a doctor!" Lace burst so loudly that the dining couple looked over.

"Okay, okay," Mindy quieted her, smiling reassuringly to the couple. "You should probably go check on them, now."

"No wonder the kid threw a fit. That horn's gotta be killing him," Lace went on, ignoring her.

"I don't think that's it. He hasn't complained at all."

"If he's two, he's not going to come out and say it. He'll wail and cry and keep us all up at night," Lace insisted.

"He only arrived yesterday. He probably just misses his mama. Misses his... mother..." the words hit Mindy with a new meaning. The changeling had thrown a fit until he had been allowed to stay in Mindy's bed. He'd also caused a fuss when Mindy left, but settled down when she was home. He didn't want her to leave just now when she had returned to work, either. All that racket was because he'd been missing a mother figure, and _she_ had become that mother figure. Could the solution really be just to spend more time with him?

"Either way, get the kid checked out," Lace huffed, returning to the dining area when one of the ponies waved her over.

"Well, handicapped or not, I'm sure my niece would still enjoy the company," Cheese assured. "We can work out a date later, huh?"

"Hmm," the mule absentmindedly hummed, distracted by her own discovery. "Yeah... maybe."

* * *

"Alleyway?" Mindy cracked the door, suspicious when she hadn't been greeted with the usual clamor, and became even more anxious when his little black form didn't come flying out to meet her again. "Alley? Where'd you go? I'm home... Mama's home," she coughed, but felt the beginnings of a smile tickle the corners of her mouth at the sound of that. She'd dreamed of being able to say that for so long, it felt good to be able to say it in real life. Still, she got no response.

"Alley?" Mindy called again, fully stepping into the apartment and securing the door behind her. "Are you here? Hello? Where'd you go?" Mindy tried to follow the path of strewn appliances, but since she hadn't bothered to clean up the mess from earlier, the entire house already looked like a disaster zone.

"Alleyway? You're scaring me. Where are you?" Mindy began furiously rummaging through the apartment for any trace of the missing changeling, but found none until she swept her bedroom for the second time, when she finally noticed that the tall lamp wasn't where it should be. Mindy hurriedly trotted over to the opposite side of the bed to investigate, where she found the toppled lamp and a limp changeling child beneath it.

"Alley!" she gasped in horror, practically flinging the lamp in her effort to rescue the child. He must have knocked the lamp over, accidently causing it to fall on him. "Alleyway?" She picked up his unmoving body, delicately cradling the child as she checked for injury. It wasn't until after she had removed him from the site of injury that she saw it: a hard, black shard. Another piece of his horn had been chipped off.

"Oh, Alley!" She hugged the frail form closer, a motion she would never have dreamed of performing just yesterday. She knew as well as anypony that unicorn horns were extremely sensitive, and breaking one was the most agonizing pain that could be inflicted on a member of a magic-using species. Unicorn or changeling, she would never wish such pain on any creature, especially one so young. She wondered for a moment if he may have died from shock, but she still detected a heartbeat.

"Black Lace is right. I need to get you to a doctor." But what kind of doctor would treat a changeling without turning them both in to the police?

' _Maybe not a doctor,'_ she realized, _'but a vet!'_

"Don't worry, Alley," Mindy desperately tried to dam up the flood of tears threatening to spill out. She rushed to find her purse, and then scrounged up her old saddlebags. She had left Alley on the bed, and now safely tucked him in the saddlebags so he wouldn't be seen. She took the address book out of her purse where Three Cheese had scrawled his street name and house number. Unfortunately, their home was a fair distance away. She frowned.

' _Better get moving, then.'_


	7. Chapter 6

**Chapter 6**

"Mindy?! What in the world are you doing here? How did you even find this place?"

"You gave me your address. Look, I'm sorry to intrude like this- I know it's very unprofessional. Is Paw Print home? I really need her- well, both of your help." Three Cheese glanced over the desperate, pleading blue eyes of the mule before him. Thunder rolled in the distance; the skies had become thick with precipitation, and the first droplets were beginning to stain the sidewalk.

"Sure, come on in, out of the rain," he stepped aside.

"Thank you." Mindy gingerly hopped the threshold, allowing Cheese to close the creaky wooden door behind her.

"Honey? Who's- Mindy!"

"Paw Print." Mindy's knees began to knock with the weight of what she was about to do.

"What are you doing here, love? Is everything alright?"

"No. And I need your help."

"Anything!" Paw earnestly promised. Mindy almost chuckled.

"Here, let me get those for you." Three Cheese, trying to be the gentlecolt he was, attempted to remove Mindy's saddlebags.

"No!" She grabbed them back and clutched them to her chest, feeling the form inside nestled safely in the crook of her elbow.

"Mindy? What's wrong?" Paw attempted to set a hoof on the mule's shoulder, receiving a surprised jolt in response. The couple watched her patiently, if utterly perplexed. In the end, she had to take a deep, steadying breath before she could begin.

"I'm in some trouble," she started. "And you may very well want to fire me after tonight- I completely understand. I just ask that you don't tell anyone." The couple exchanged glances.

"Mindy-"

"Please, just listen, and then you can throw me out if you so choose. It's about Alleyway." She hoped that bringing up the foal's name might buy her some time.

"Your nephew?"

"He's... not my nephew." When the words didn't come, Mindy simply peeled back the saddlebags and revealed the changeling beneath. Cheese's eyes bulged, and his wife reeled back.

"That's-!"

"Alleyway," Mindy finished. She nuzzled his limp body, more for her own consolation that his. "This is Alleyway."

Mindy's oversized ears could practically pick up their racing heartbeats. "Please, he's harmless. But he's hurt. More of his horn chipped off today, and he's been unconscious ever since. He needs a doctor, but I can't take him to just anyone. So I was hoping that a vet..." Mindy's damp sapphires dripped with liquid, begging, _pleading_ for Paw's help. She glanced at her husband, who could only return her blank stare.

"I'll go get my things," she stiffly breathed, turning tail and dashing into the other room.

"Mindy," Cheese shakily gulped, "I think it's time you told us the whole truth."

* * *

"I found him in an alley on my way home just last night," Mindy began.

"Hence the name 'Alleyway?'" Three Cheese weakly chuckled.

"Yes," Mindy confessed with a slight sigh of her own. Alley had been set on the table for examination, and Paw was currently scrutinizing his horn by the illumination of a rather blinding lamp. "I wanted nothing to do with him at first- I was as scared as anypony, and tried to run away. But my conscience just wouldn't let me leave him. He seemed harmless enough... so I took him in. He's not like other changelings, I promise. He's not out to destroy Equestria, and doesn't even seem to hear that rumored 'hive mind.'"

"That may be due to the fact that his horn is broken, and his access to magic has been cut off," Paw diagnosed, moving on to take a flashlight to more closely examine the remainder of his hollowed, missing horn.

"He hasn't changed form, either," Mindy nodded in agreement. "Oh, I forgot to tell you that when I first found him, green sparks were shooting off his stump like he was trying to access his magic, but couldn't. I... I don't know if that's important..."

"Well, if he was shooting sparks, then at one point he still had some access to magic. It wasn't enough to actually perform even simple levitation, but he still had that ability. Now it looks like his core is completely ruined."

"Core?"

"That's the inside lining of a unicorn's horn, what channels the magic. I'm sure you've noticed that unicorn horns are spiraled? Well, each spiral contains a ring to the core, and all the rings connected together make a kind of circuit to direct the magic. Each missing ring dramatically decreases the amount of magic a unicorn can channel. Changelings don't have visible rings, but they're still there on the inside. It looks like Alleyway here was on his last ring, and the piece that severed off broke the last ring to the core- he has zero magic."

"Will he be okay?"

"I think so. I'd say losing that critical piece is what put him under. He's just in shock. He'll be fine, but when he wakes up, I'd pump him up with as many painkillers as this guy can handle. I'm not allowed to prescribe anything, but over-the-counter meds should do the trick."

"Thank you." Paw moved away from the table to make way for Mindy, who set her head down beside Alley's.

"You're sure he's not dangerous?" Cheese asked for the thousandth time.

"I'm positive," Mindy looked up again. "He's not like Chrysalis or her drones. He can't hear the hive, he can't change form, and I don't think he can even feed on love."

"That may be a problem," Paw anxiously cut in. "I'm no expert on changelings, but that seems to be their primary food source. Without that-"

"He can digest physical food, too."

"Are you sure?"

"He raided my carry-out bag the night I found him, and I fed him cereal this morning for breakfast. I also made him a sandwich for lunch, but I don't know if he ate that..."

"Alright... I'd like to make a follow-up visit on him soon though, to make sure he's properly digesting, not to mention coping without magic."

"It's hard to sneak him out..."

"I'll come to your house," Paw promised.

"So... you won't tell anyone?"

"He appears to be harmless, and obviously means a lot to you, so I promise to keep quiet," Paw Print gently smiled. "We both will. Right, hun?"

"Hmm?" Paw smacked him.

"Please," Mindy begged, "he's all I have." She gently brushed back the stubby fin Alley possessed in place of hair. The stallion's shoulders sagged ever so slightly, alerting both the ladies that he was about to cave. "I'm like a mother to him. And he's... he's my son."

"Well... ehem," Three Cheese coughed. "I guess... we can't be splitting up families now, can we?" Mindy suddenly felt as limp as the changeling tucked in her arms.

"Thank you. I know I had no right to ask any of this from you. Here," she reached back into her purse and drew out a pouch, coins clinking within. "It's not much, but it's all I have. And I'll get the apron back to you and be out of your hair by tomorrow."

"Why'd you go and do a thing like that?" Cheese set a hoof on her shoulder.

"B-Because I have a changeling," she sniffed. "If anyone knew I was harboring him, I'd surely be arrested! You couldn't want someone like that working for you!"

"The way I see it, you're just trying to take care of your son. We can't fire you for that." Cheese pushed the pouch of coins back to her. "Besides, you wouldn't be a very responsible parent if you just gave away your savings _and_ cut off your only source of income all at once. In fact, if you were to do so, I might just have to alert a higher authority..." Mindy's eyes stung with the tears that promptly surged forth. She clutched Alley tighter to her chest.

"Thank you," she wept, rocking Alley and crying into his chitin. "Just... thank you. I... I know I don't deserve this."

"No," Paw agreed with a heartwarming, teary smile. "You _more_ than deserve it. Who else would have given that changeling a second chance like you did? Who else would have risked their own neck to take in, care for and harbor a handicapped changeling? Had anypony else found it, myself included, he would have been written off as a criminal at first sight and turned over to the authorities, possibly banished or even executed. Now, under your care, maybe that changeling can finally become something more than just another of Chrysalis' mindless drones. I think you've done a wonderful thing, Mindy, I really do."

"I'm more than just your boss, Mindy, I'm your friend," Cheese smiled.

"We both are," his wife corrected, slightly agitated that he hadn't initially included.

"And we'll help anyway we can, from here on out," he vowed, oblivious. He then crouched lower to not-so-quietly whisper in her ear, "Though, I think that playdate with my niece might've just been thrown out of the picture." Mindy choked out a laugh, body shaking with a mixture of relief, joy and fear.

"I... I don't know what to say..."

"Well, you already said 'thanks,' so I don't think there's anything left to say." Paw wound a wing around the mule's trembling form. Mindy lost it. She broke down weeping, sobbing, outright bawling in the pegasus' embrace. These ponies had known her for barely a week. She had come to them for help, completely prepared to relinquish her position as some kind of retribution. Instead, the couple had aided her knowing full well that doing so could potentially endanger themselves, refused her resignation and any sort of payment, and even promised their services in the future. On top of it all, they now claimed to be her _friends_. That was too much for Mindy to bear.

"What did- What did I ever do to deserve this?" She bawled, wheezing and gasping for breath.

"Hey, it's okay, now," Paw gently hugged her with that same warm smile. "You're okay. Try and settle down before you wake the-"

"Minnnn?"

"Alley!" Mindy pushed out of Paw's embrace to tend to the baby, much to the mare's relief. With Mindy's face stuffed in the changeling's stomach, Alley had a very limited range of vision. He did, however, spy a misplaced tuft of Cheese's rusty hair, and he waited patiently for Mindy to move so he could have a better view. He didn't have to wait though, because although the idea of a conscious changeling was far more terrifying than a sleeping one, curiosity drew Three Cheese closer.

"H-Hey, little guy," he waved with a cough. Mindy lifted her head, eyes red and cheeks wet, but no longer producing any more tears as she watched the scene play out. Paw Print signaled for him not to worry Mindy any more, and despite his trembling nerves, he puffed out his chest and forced a smile. "So you're the Alleyway I've heard so much about, eh? What? Aren't you going to greet your Uncle Cheese?" He knelt down closer to the changeling's face, screaming on the inside. He got just low enough for Alley to ***BOOP*** his nose.

Paw laughed, and Mindy smiled. No more tears would be shed tonight. _'The little guy's not so bad,'_ Cheese decided, grinning himself as he rubbed the spot Alley had clonked. _'Definitely not psyco-killer material, anyway.'_

"I'm sure he'll grow up to be a charming, perfectly sane young stallion. Like me!" Cheese continued aloud.

"You? Sane? Don't make me laugh," Paw joked.

"Ah! You didn't deny that I was charming," Cheese smiled, sweeping his wife right off her hooves.

"Oooh! Careful!" she squealed with both surprise and delight. "I hope for your sake, Mindy, that Alley grows up to be nothing like Three Cheese."

"Oh, I don't think I would mind too much," Mindy sniffed, dabbing her eyes and propping her son up so he could watch the happy couple.

"Careful what you wish for," Three Cheese himself playfully winked.

"Well, regardless of who he takes after, I'm sure Alley will grow into a fine young stallion," Paw assured.

And that he did.


	8. Chapter 7

**Chapter 7**

"Mom? Mom! Get up already! You're _so_ late!"

"Wha... What time is it?"

"Nine o' clock."

"WHAT?!"

"Just kidding. It's 6:30. But you're going to be late if you don't get up soon."

"Ugh!" Alleyway easily dodged the pillow, fangs gleaming and eyes brimming with mischief. He bounced to the other side of the room where it was safe, and crouched low to avoid any more incoming amo. None came, however. Alley didn't even hear the creak of his mother rolling out of bed.

"Mom," he warned.

"I'm up! I'm up!" Mindy groaned, finally throwing off the sheets. It had been ten years since she first brought Alley home, and she had watched her son had grown into a beautiful young stallion. All within the confines of the apartment, that is. Alley had quickly outgrown her saddlebags, so traveling anywhere was removed from the picture. As promised, Three Cheese and Paw Print continued to visit Alley at their apartment, making the couple the only outside contact the changeling knew. They had managed to keep Alley a secret thus far, though his growing curiosity of the outside world was beginning to complicate things. Not to mention the fact that Black Lace, who had since left The Barley Bucket but still lived in their apartment complex, had been becoming increasingly suspicious as of late.

"About time! I made breakfast." Alley finally deemed it safe to come out of hiding, and straightened up from behind the bed.

"You made breakfast?" Mindy raised an eyebrow in disbelief, verging on suspicion.

"Yeah! Thought I'd try something a little more challenging than cereal, so I made pancakes... a little burned, but edible."

"Did you turn off the stove?" Mindy anxiously inquired, picking up her hairbrush.

"Turned off the stove and turned on the coffee pot," Alley reported with a grin. The comb stuck in Mindy's hair when she let go.

"Coffee? You didn't-"

"Oh, come on, Mom! When are you going to start letting me drink coffee?"

"Never. The last thing I need is you on caffeine."

"Please? It smells good, and everypony I know drinks it."

"You know three people, Alleyway: your Uncle Cheese, Aunt Paw and myself." Alley began to shuffle in the corner as his mother continued to get ready.

"Well... maybe I could... meet somepony else?" The last bit was so soft that anyone else wouldn't have been able to hear. But Mindy wasn't anyone else.

"Excuse me?" She whirled.

"Never mind. I just thought..." Pain and embarrassment both reflected in his two huge, bug-like eyes.

"Alley, you know why we can't go out."

"I know, I know, Mom. I'm a changeling. A horrifying, evil beast out to conquer ponykind."

"Don't say that. Don't you ever say that!" The volume of her voice shot up, and Alley winced, hanging his head and flattening his fins. Mindy took a deep breath, calmed herself, and joined him in the corner. "You aren't horrifying or evil, baby," she cooed, holding him and rocking him in her arms like when he was younger. "You're amazing, and smart, and funny, and kind, and have the most beautiful eyes," she kissed the filed stump of his horn. "But other ponies won't be able to see that. They'll see you, and remember the crimes of Chrysalis and her hive. That's all they'll see, Alley. I'm just trying to keep you safe."

"I know, Mom. I'm sorry. I shouldn't have brought it up." In fact, Alley didn't regret bringing it up at all. But whenever he did, he always remembered how he and his mother used to fight over the matter, and quickly backed down from rekindling that old flame. So anymore, Alley not only permitted Mindy to rock him, but returned the embrace and swayed with her, burying his face in her black curls. This occasion was not unlike any of their previous, almost routine conversations.

"I'm sorry too, love. I'm sorry it has to be this way." She rubbed his back comfortingly.

"It's not your fault. You do the best you can." He finally pulled away, and put his brave face on for her. He'd had to muster it up so many times, it was like second nature. And like always, she returned the gesture with a warm, proud smile. "The pancakes are probably getting cold."

"Right!" She kissed him one last time and rushed to finish her hair. Alley was so slow moving after their conversation, however, that she still beat him to the table. He was usually pretty good about hiding his disappointment, but this time, Mindy picked up on his sluggish, slumped motions.

"One cup."

"Huh?"

"I'll let you have one cup of coffee with me."

"Are you serious?" This didn't at all make up for keeping him holed up all these years, but best not to let her know that.

"It's not like you don't sneak one anyway, once I'm gone."

"Oh, you knew about that?" he blushed.

"No. That was a wild guess. You just told on yourself." Mindy's face began to turn red with how hard she was laughing internally. Alley set his jaw.

"Yeah, ha ha. Hilarious."

"Go on, then. Have a cup with me, this morning. That's a little different, huh?"

"A lot different."

"Well, I expect you to use that caffeinated mind of yours to get some extra schoolwork done today then, huh?"

"I'll be through with the rest of the geometry section by the time you get home," he promised, sprinkling a teaspoon of sugar in his cup along with a good amount of cream.

"You having dessert, there?" Mindy raised an eyebrow.

"Better than taking it black," he nodded to her own mug, a smile tugging at his lips.

"To each his own," Mindy shrugged, taking the bottle of syrup and drenching her partially-burned pancakes.

"You having dessert, there?" Alley shot back, sure that the pancakes would begin to float in the soup at any moment.

"Touché," she cackled, stuffing a generous portion in her mouth.

"So? How is it?" Alley eagerly inquired, returning to the table with his doctored-up shot of caffeine. "Not that you can taste it under all that syrup." Mindy was about to shoot a smart-alec response right back at him when a knock sounded at the door.

"Mindy? You still here?"

"Alley?"

"I'm going," he nodded, scooting out from the table and heading into the back room.

"Just a moment," Mindy set her fork and knife down, slid out of the chair, and shuffled to the door as slowly as possible to give Alley some extra time. Not that he needed it.

She cracked the door open a smidge and peered around the chain lock. "Black Lace!" She shut the thing long enough to undo the lock and properly speak to their guest. She was back in her trademark dog collar and heavy eyeliner since she had quit her waitressing. "What are you doing here?"

"I had a package for Fondue. Since you see him at work, I was wondering if you could drop it off for me?"

"Of course," Mindy nodded, becoming uncomfortable as the mare not only refused to leave, but began scrutinizing her living space. "Is there something else, Lace?"

"Don't think you've ever had me up here."

"N-No?" she stuttered, breaking out into a cold sweat. "W-Well, how inhospitable of me. Sorry, I'm just not one much for company."

"You're pretty friendly with your boss. He and his wife come up a lot, don't they? Even looks like you've got a visitor now," the unicorn nodded to the two abandoned plates at the table.

"My nephew is in," Mindy informed.

"Never met him, either. I'd like to."

"Well, unfortunately, Alley doesn't see many ponies, either."

"That his choice or yours? Every time I come up here, you've got the kid holed away."

"Believe me, it's not my choice," Mindy gritted her teeth. "I'll give Fondue your package. Is that all you needed?"

"Yeah," Lace narrowed her eyes, backing away. "That's it."

"Well then, if you excuse me, I need to be getting to the restaurant. Goodbye, Black Lace." She promptly shut the door, leaving the unicorn to herself.

"Okay," Mindy took a breath. "It's safe, Alley."

"Black Lace again? She's been coming by a lot, lately."

"I know," Mindy sighed again, retrieving her purse from the corner and slinging it around her neck. "She was suspicious from the beginning. Honestly I'm not sure she believes you even exist, as my nephew or otherwise."

"What exactly does she suspect?" Alley anxiously inquired.

"Don't worry," Mindy assured, packing the last of her personal articles. "You're perfectly safe. So long as-"

"I stay away from windows, don't answer the door, and never go outside," her son recited, rolling his eyes. She pecked his forehead.

"That's my boy. I'll be back soon. I expect your geometry work finished by the time I get back!"

"Bye!" He saw her out, or at least most of the way out. She didn't like him in front of the door, even to close it behind her. Alleyway let out a sigh, and dug out his schoolwork.

Mindy strolled casually to her workplace. The Barley Bucket was now well staffed, and since they had more hooves to help around, she wasn't needed at the crack of dawn any longer. In fact, her official shift started at eight and ended at twelve, when she was relieved from lunch break, and then she returned to work from one to five. Although, she was notorious from arriving early and staying until the lunch and/or dinner rush had been taken care of. Her co-workers and employers just thought she was a hard worker, but in Mindy's mind, this was a way of repaying Cheese for his hospitality and consideration towards herself as well as her adopted son.

Though she maintained a casual pace, she didn't take much time to arrive, and soon the cheery bells chimed to announce her arrival. Mindy instantly picked out the fading coat of an old, shriveled mare perched in the first table, just as she was every day.

"Good morning, Mrs. Rose. How are you doing this morning?"

"Well, well," the old mare crooned.

"Give me just a moment and I'll be right with you." The elder mare nodded as though to give her permission, and only then did Mindy continue.

She headed into the kitchen, where Three Cheese and a couple of cooks were already hard at work. (The restaurant had started offering breakfast items, which made business really pick up in the morning.) "Morning, Mindy!" her boss called over the roaring sizzle of the pan before him.

"Good morning, Cheese," Mindy shouted just as loudly, hanging up her purse in the back closet and sliding into her uniform as usual.

"Mrs. Rose is in at her usual table waiting for you," Three Cheese told her when she returned, dividing the pan's contents between three plates and thankfully not having to yell. "Wouldn't let any pony else serve her."

"I saw her when I came in," Mindy nodded. "I'll make her my first stop. Black Lace came by the apartment this morning and asked if I could drop off a package for Fondue. Can you tell him it's in the back when he comes in, in case I miss him?"

"You _NOT_ overlap his shift? That's a laugh."

"Well, if you would like me to leave on time..." Mindy teased.

"That's your choice," Cheese laughed. "Ah! I believe that would be Beach Ball and his family coming in, now," he nodded towards the door. "If we get many more regulars, you're going to be single-hoofedly waiting the whole restaurant!"

Mindy laughed, accepting his praise and good humor with a warm smile. "Good morning, Beach Ball! Sand Castle! Look how big you've gotten!" she greeted the tiny young filly accompanying her father. "Would the window table be alright?"

"Mornin', Mindy," the stallion returned her smile. "Yes, the window is fine."

"Go ahead and seat yourselves and I'll be right with you. Now, what can I do for you, Mrs. Rose?"

* * *

"Thanks! Come again! Whew!" the last of the lunch rush ponies had cleared out, leaving Mindy and her coworkers to catch their breath. Most of the staff had recently reported for their shifts and still had energy left, but as always, Mindy had stayed well past when she should have clocked out and was utterly exhausted. "Alright, I'm calling it a day. Fondue, do you want to take over my tables?"

"Do I _want_ to or _will_ I? Because technically I should have taken over an hour ago, but if you want to keep doing my work for me..." the black coated stallion joked.

"Thanks, Fondue," Mindy grinned. "Oh, did you get your package?"

"Sure did. Thanks, Mindy."

"Alright. See you tomorrow."

"You finally cutting out, Mindy?" Three Cheese appeared from the back in time to see her off.

"Yeah, I better be getting home. Alley will be wondering where I am."

"Yeah he will. You didn't leave to have lunch with him as usual."

"There's... a reason for that," Mindy reluctantly confessed, closing the door and stepping back into the restaurant.

"Uh oh, parent troubles," Cheese lightly smiled. He then turned back, "Flambé, hold down the fort for a couple minutes."

"Sure thing, boss!"

"Ya wanna talk in the Lair?"

"Thank you," Mindy took the lead in heading into the well-known manager's office. She deposited her purse at the base of the chair before making herself comfortable.

"What's goin' on?" Cheese closed the door behind him and climbed into the tall-backed swivel chair behind his desk.

"Cheese, you know Alley's been more... inquisitive lately."

"He askin' to go outside again?"

"Yes," Mindy sighed. "I don't know what to do! I can't say yes. For his own protection, I can't say yes! But it breaks my heart to tell him no, and keep him cooped up in that tiny apartment all day every day for the rest of his life. He has no one his own age, well, no one at all, really. The only other ponies he knows are you and Paw. He loves your visits, he really does, but..."

"I understand. It's not the same as having your own friends," Cheese solemnly nodded.

"Maybe I should move him out to the country, where it would just be the two of us."

"That's no better, Mindy. Sure, he might be able to stretch his legs some more, but it's the isolation that's getting to him. He needs to get out with other ponies."

"But how, Cheese? Anywhere I take him, ponies will riot!"

"There is one place I know where they won't."

"Where?!" The mule jumped out of her seat, and her hooves slammed down on Cheese's desk. Her entire body trembled with anticipation, and hope gleamed in her eyes. Three Cheese smiled.

"Right here at The Barley Bucket."

"What?! No! Are you crazy?"

"You've worked here for ten years, Mindy. The staff knows you. Most of the customers know you. They like you, and even trust you a lot. If you brought Alley here early, before anypony's out on the streets to stop you, he can sit at the back counter or even help out. If ponies question it, introduce him properly this time, as your son. I guarantee they won't bat an eye after that."

"And I guarantee they will."

"Well, if they put up too much of a fuss, I'll personally kick 'em out of my restaurant. I won't have my friends or staff being treated like that."

"Cheese-"

"You can't keep him holed up forever, Mindy. Somepony's going to catch on, and it won't be pretty when it happens. You'll both be better off gradually introducing him like this, giving ponies a chance to get used to him first. Come on, Mindy. We both know I'm right." The mule was hanging her head at present. She didn't move for a while, but finally her shoulders heaved with a sigh.

"Alright."

"Min- wait, what?"

"I said alright. I'll bring him early. Will you be here by five to open up?"

"I will now." Cheese wore a huge, gappy smile as he slid out of his chair. "Good for you, Mindy. I'd ask you to tell Alley 'hi' for me, but I guess I'll be able to tell him myself in the morning, eh?" Mindy just left without another word.


	9. Chapter 8

**Chapter 8**

Alley scrounged through his closet to dig up his schoolwork. He had gotten so far ahead in the curriculum that he hadn't even bothered to touch the books for a week, so they had inevitably become buried during that time. He finally rescued the math workbook from beneath a mound of blankets, old toys, a camera he didn't know they had, and other junk he was certain he hadn't put there.

"Mom, use your own closet for storage," he grunted to himself, rescuing his book and heading to the table. Unfortunately, it still had to be cleared, so he was interrupted by the chore of clearing the cups and dishes. Just when he thought he was finally ready to begin... he realized all the pencils in the house had grown legs and walked off. Luckily the windows were locked, so they couldn't have gotten far. Rather than throwing a mini temper tantrum as he was so tempted to do, Alley decided his efforts would be best utilized if he calmly began the mind-numbing task of hunting them down instead.

Finally, the table was clear, his book was opened to the correct page, and his pencil had been cleansed of the dust and cobwebs that followed it from under the couch. "Okay, first question. 'Refer to figure seven dash one.' Oh goody, this should be fun," he sarcastically groaned upon finding the heavily labeled 3D shape. "Fine, what was the question? 'Figure seven dash one is a three dimensional pyramid. Find the total surface area.' I just _love_ these multi-step problems. Why did I promise Mom I'd finish the geometry section? Why couldn't I have promised to get my literature done?"

His pencil came down heavily on the cheap paper, angrily scratching out his work. He mumbled to himself all the while, either talking himself through the problem or complaining about how dumb it was. "Side A is 4.5cm², multiplied by five... side B is 9.7cm²... So the total should be 41.9cm², right?" He checked the back of the book for its answer. "How the hay did they get 89.0cm²?! Who comes up with this stuff, anyhow?" He furiously scrubbed his incorrect work over with the other end of the pencil, successfully smearing it all over the page and making a complete and total mess.

"Ugh!" Alley's forehead came in contact with the table, smashing his still-sensitive stump. Alley cringed, and rubbed the sore spot.

"Alleyway?" a muffled voice called from outside the door. Alley's hoof fell from his head and looked up at the clock. It was barely noon, and Mindy often didn't get home until well after two. Maybe she had finally ended her shift on time for once.

"Mom? You home already?" Alley called. The voice hesitated.

"Ya wanna open up, Alley? I don't have the key."

"Oh, uh, okay." That's funny. Mindy never took her keys out of her purse, and he knew he'd seen her take that with her this morning. The voice was muffled through the door, but it sounded vaguely like his mother's. The tone, however, did not match Mindy's. Not once did he ever recall his mother using slang like 'wanna.' Yet even as these thoughts were running through his mind, he didn't once question the identity of the being behind the door. After all, who else knew he was here?

The door creaked open, revealing a very purple pony on the other side. A pony called Black Lace.

Both unicorn and changeling were equally shocked, standing in dumb silence with eyes wide and mouths agape. Alley's heart pounded as he looked the mare over, though the longer he stared, the more he was sure her heart wasn't beating at all. She didn't flinch, she didn't blink, she didn't twitch. Maybe if he just closed the door quietly...

" _ **AAAAAAAAAAAAAAAAAAAAAAAAAHHHHHHHHH!"**_

The door slammed shut, and Alley tripped over himself as he scuttled back into the apartment. His mind whirled so fast he couldn't even turn out complete thoughts. _'Black Lace. Unicorn. Not Mom. Tricked me. Help. She'll call help. Do I call help? Where's Mom? What do I do? Maybe she won't-"_

"POLICE! Somepony call the police!"

"She did." Alley skid on the rug in an attempt to stand back up from where he'd fallen. What was he supposed to do? Mindy never told him what he was supposed to do! No one was ever supposed to find out. Should he try reasoning with her?

' _No, idiot! RUN!'_ Alley was in such a state of confusion that he had no problem listening to his primal instincts. _'Run! Run!'_

' _Run where?_ She's _on the other side of that door.'_

' _You have wings, fool! Go through the window.'_

So he did. Mindy always kept the curtains drawn and the windows locked, giving Alley difficulty as he dug through thick fabric for the bolt. More hoofsteps were gathering outside. Panicked voices escalated to terrified shouts. He even heard somepony begin to pound at the door, and Alley still hadn't unfastened the deadbolt. He panicked, and plunged through the window, glass, curtain and all.

Give for a few scrapes from the shards and a bruise from the impact, Alley was alright. _'You won't be if you don't open up those wings of yours.'_ Except Alley couldn't. He was still entangled in the curtain, plummeting three stories down to the hard, traffic-littered pavement below.

"Come on, get off, GET OFF!" Alley thrashed against the binds of the curtain, eyes filling with terror as the ground drew closer. The collective screams weren't helping either. _'Just... a little...'_

Pain seared through his body and traveled up his spine, and suddenly Alleyway felt a lot like the window he had just smashed. Was he still in one piece? His hoof was twisted at an unnatural angle, but he couldn't see much more than that, for he couldn't find the strength to lift his head. He did feel something warm and sticky begin to seep around his neck, though. What was...

Blood. It was his own blood.

Alley couldn't move. He had neither the strength nor the feeling in his legs to even crawl. The voice in his head was urging him to get out of there. Ponies were screaming, hooves were pounding.

"Police! Police! Call the police!"

"Forget the police, call the Princesses! We're under attack!"

"We're at war!"

"Changelings! The changelings are back!"

"Run for your lives!"

"Don't run, fight back!"

A few voices called for an ambulance, but the majority drowned them out in their plea for their own safety. Alley couldn't even find his voice to be able to tell them that he wasn't a threat.

"Kill it! Kill it before any more of them come!"

"Kill it! Kill it!" the crowds chanted.

So they did.

* * *

Mindy headed home, feeling better than she had in a long time. Even though she was still hesitant to let Alleyway accompany her to work in the morning, just imagining the look on his face when she delivered the news made it all worth it. He'd be so excited! He'd be-

She was yanked rudely back into reality when she noticed the blaring sirens and police tape sectioning off her whole block. _'That's strange,'_ she vaguely thought. _'I wonder what's-'_

"Alley." Realization hit her like a brick wall. "ALLEY!"

At that moment, nothing could have kept mother from son. Her hooves barely touched the pavement as she shot through the crowds and jumped the police tape. The angry shouts of the officers didn't even reach her ears. In fact, she even bowled one policemare over. That was before she spotted the body bag.

"Alley?"

"Ma'am, I'm going to have to ask you to leave."

"Alley?" Mindy felt her heart shatter. She felt nauseous, but couldn't throw anything up. She was lightheaded, and stumbled forward. The policemare caught her, and tried to haul the mule back.

"Excuse me, pardon me. Move aside. Mindy!" It was Three Cheese's voice.

"Stay back, sir."

"You can't do this! That's her son!" The crowd went quiet, and the mare supporting Mindy actually jumped back. "Tell them, Mindy!" Cheese shouted, almost pleading with her as he struggled against another officer. But Mindy remained silent, and instead took a few more shaky, unsteady steps forward. She fell once, but got back up and continued forward. It was just like the day she'd found him. She wanted to run away. She wanted to believe it wasn't true. But some invisible force dragged her on until she found out for herself.

She had arrived. She was stepping in blood... she could only guess whose. _'It can't be him. It can't be. Please don't let it be-'_

She flipped the tarp aside, and the blank, unblinking blue eyes of her son looked up at her.

She broke. Mindy collapsed on top of the corpse, rocking the two of them back and forth as she used to. Her tears washed away the sticky red covering most of her son's body, but instead of revealing his once-glorious black chitin, the brown and purple pattern of extensive bruising appeared. One of his eyes was swollen, and his face was covered in cuts, some of them from direct blows and others caused by the smashed glass.

"Mindy." Strong, shaggy hooves gripped her shoulders and began to pull her back.

"NO! NO!" She screamed, voice hoarse as she thrashed in protest. Three Cheese didn't put up much of a fight, and let her return to Alley's side.

"No!" the dainty voice of Paw Print was accompanied by her pink form as she lighted down on the scene behind her husband and galloped the rest of the distance between her best friend and honorary nephew. Mindy barely looked up, but allowed Paw to curl a protective wing around them and join her in tearful mourning. Cheese watched the bitter scene from afar. Hatred, anger and grief burned in the stallion's chest and threatened to explode.

"ARE YOU HAPPY NOW?" he roared, red eyes ablaze and burning guilt into the hearts of the onlookers, even the ones who had recently arrived and had played no part in Alleyway's murder. For that was what it was. Murder.

"Cheese," Paw wept. The pony turned, tears stinging his eyes and blurring his vision. Through the saltwater, he could still see his wife outstretching her other wing, inviting him to join their huddle. Three Cheese usually prided himself on being a big, strong stallion who could withstand anything. But that stallion had died with Alleyway. Now that big strong stallion gladly curled up against his wife's small frame, blubbering even more loudly than the girls.

Those two ponies and a mule were the only ones who ever did- and ever would- mourn the death of Alleyway the changeling.


	10. Chapter 9

**Chapter 9**

"No! We're not interested in another story."

"But sir-"

"You go back and tell all your reporter buddies to bug off!" Mindy heard the door slam from where she was curled up on the couch.

" _You're coming home with us, Mindy, and that's that," Cheese had told her shortly following the incident. "And don't even try to argue."_

Mindy hadn't, considering that she was too numb to do anything. She was too dazed to even walk on her own, and Paw Print had had to guide her to their house. For three days straight, Mindy didn't eat, didn't speak, and hardly moved. The couple had done everything they could for her, providing moral support in addition to caring for her physical needs, though they rarely received any reaction for their efforts.

After those three days, Mindy became slightly more active, at least in that she ate without being prompted and now even prepared her own food. She didn't speak without first being addressed. She hadn't left their house for two weeks, the typically hard-working mule avoiding her workplace like the plague. Black Lace had disappeared, either likewise avoiding Mindy or boycotting the restaurant. Either way, Cheese took her off the payroll. At first, their coworkers raised a fuss- everyone in the city, possibly in Equestria had heard about the incident by now- and wondered if she had quit, or better yet had been fired. Cheese threatened to fire them all if they didn't drop the subject, and so no more inquiries were made. Three Cheese had, in fact, put her on paid leave.

The stallion now strode in, trying not to look too ruffled from the encounter.

"Can you believe how nosy those news reporters are? Can't even get peace and quiet around our own home anymore!"

"I'm sorry." Mindy's words came out in the same lifeless, monotone voice she had grown accustomed to using since Alleyway's death.

"You know it's not your fault, Mindy," Cheese amended in a more serious tone.

"If I wasn't here, the reporters wouldn't be, either."

"I wasn't talking about the reporters." Mindy inhaled sharply, and closed her eyes.

"I know."

"It's getting cold outside," Paw Print commented as she quickly descended the stairs. "We'll have to break out the winter clothing, soon."

"It might be breezy, but I think 'cold' is exaggerating things. Autumn has just started."

"Those pegasi get a little more ahead of themselves every year," Paw shook her head.

"It's just you, honey," Cheese laughed with a shrug, fondly pecking his wife.

"Mindy, you be the tie-breaker. Do you think it's cold?" There was a long moment of silence.

"It's cold," she finally said, sinking further back into the plush couch. "Very cold." Both ponies got the sense that she wasn't talking about the weather.

"You know, Mindy," Paw started, seeking out a scarf from a nearby hook, "The ladies at the shelter and I made arrangements to go out to dinner, tonight. You're welcome to join us."

"No, thank you." Paw got the hint and eased off, but didn't stop trying. Rather, she took a more indirect route, no longer addressing Mindy specifically.

"We recently received a couple of new rescues at the pet shelter the other day," she said, situating the scarf around her neck. "The puppies went quickly, of course, but we've been having trouble finding homes for the older dogs. There's one bulldog in particular I'm worried about. He has a terrible overbite and looks fierce, but he's as sweet as anything. The ladies are calling him Gruff. And I was thinking... maybe we could take him in."

"Whoa, you mean here? In our house?" Cheese hacked, spitting out a bite of bagel before he choked on it.

"Of course I mean here in our house. Come on, Cheese, he'd be delightful company."

"No. No! Absolutely not!"

"Help me out here, Mindy." The mule was quiet for a moment.

"I can't tell you how to run your household." Paw sighed, then turned back to wearing Cheese down.

"Cheese, I know the two of you would become fast friends. Just give him a chance!"

"We're both gone all day. Who's going to play with him? Let him outside? Feed him?"

"Well, Mindy is here during the day. We'd figure something else out when she leaves but... who knows? I think he'd be good company for her."

"Oh," Cheese finally realized what his wife was getting at. "Well... I wouldn't mind housing someone else's pet, but I don't want any animals staying here permanently," he eyed his wife suspiciously. Unfortunately, Mindy also caught on.

"I don't want a dog."

"What about a cat?" Paw hopefully inquired. "We acquired one of those recently, too. A gorgeous white female called Marshmallow-"

"No, thank you."

"Mindy," Paw sighed, "I think you need someone. Or something. You've been like this for two weeks, and pets have been scientifically proven to help those in mourning-"

"You can't replace Alleyway with a dog, Paw Print."

"No one's trying to replace anyone," Cheese hurriedly assured. "But... I do have to agree with Paw, Mindy. We all know how important Alleyway was to you... _is_ to you. He took a part of you with him when he passed. I think you need someone else to fill that gap. Alley wasn't the only one-"

"THERE IS NO ONE LIKE ALLEYWAY," Mindy thundered, jumping out of her seat. The ponies stepped back, stunned by such a response. She hadn't been so animated over anything since Alley. "THERE IS NO REPLACING HIM. DON'T YOU UNDERSTAND?"

"I know that, Mindy," Cheese recovered and stepped forth. "No one's replacing anyone. That's not what I'm saying. I'm saying-"

"He was the only one," tears trickled down Mindy's cheeks as she slumped back into the cushions. "The only one. He was special. And they just destroyed him, like... like garbage."

"Oh, Mindy," Paw's wing began to curl around her again.

"He was something special. There's no denying that," Cheese solemnly agreed. "But he wasn't the only one. The fire reignited in Mindy's eyes.

"I'd like to be alone, right now." Paw sighed, retracting her wing.

"I know you're hurting, Mindy, but let us-"

"I'm going to take a walk, now," Mindy abruptly stood and headed for the door.

"Mindy!" She was already gone.

* * *

A sharp wind bit into and ruffled Mindy's unkempt, gray fur. Her messy curls were already battered, and the barrette did little to buffer the lashes inflicted by the wind. She made no attempt to fight back or even escape the beating. Her unblinking, glazed eyes were devoid of their usual sparkle and, well, life. She was standing in the middle of a bustling sidewalk, so it was expected that she would be knocked about a bit. The bodies colliding with hers didn't faze the mule or cause her to lose balance, and any request for her to move fell on deaf ears. She stared dead ahead, the gentle heaving of her chest the only sign that she was still alive.

Nothing would bring Mindy out of this stupor, at least not here, at this place. The place where it all began. The alley.

Mindy had visited this place many times when her son was alive, just to bring back the happy memories. She hadn't come since he died, and let's just say that the place no longer had the same effect. That's not to say that the same memories didn't resurface. Mindy's first glimpse of Alleyway came to mind. How he'd kindly gone to fetch her purse, how he followed her home despite Mindy's efforts to escape the changeling. How he used to snuggle up close to her in bed after he thought she was asleep (she had eventually caught on). She thought of all the toys she used to buy him, and how the ornery colt had become distracted with the feather duster instead. She remembered watching him grow into a beautiful young stallion with beautiful blue eyes.

Then she remembered the bloodstains on the cement.

Now the memories evoked no joy. They just ate at her insides, knowing that Alley was dead. He was gone. And she was alone.

How dare Cheese say he wasn't the only one? How dare Paw imply that her precious boy could be replaced by a _dog?_! How _DARE-_

The screeching clatter of crunching metal set her off. She jumped, heart pounding. Every nerve in her body tingled with some emotion she couldn't quite pinpoint. Fear? Anticipation?

 _Excitement._

But why in the world did she have any reason to feel excited? Grief was normal. Fear was understandable. But excitement? What possible explanation did she have for feeling such exhilaration?

' _Because,'_ she realized, _'that was the exact same sound that first drew me to Alleyway.'_

As she looked on, the scene from all those years replayed itself exactly, give for the time of day. The partially-crushed soda can rolled out from between the two hulking, filthy dumpsters. Even the sporadic flicker of green light bounced off the dented metallic surface. Mindy's breath caught in her throat, and her body trembled as she journeyed forward. How could this be? Was this some kind of cruel joke? Could it be an illusion? Or could it be that fate was giving her another chance?

"Alley?" With a great creak, the dumpster gave way. A tiny gasp escaped a tiny mouth, and not one but three pairs of wide, frightened eyes blinked up at Mindy. Her spirits crashed, and her body sagged. This wasn't her Alley. They weren't even changelings. Just a few stray pony foals.

"What are you children doing out here?" she sighed, looking away and hoping they wouldn't see her cry. "Don't your parents know where you are?"

"N-No, M-M-Ma'am," the closest unicorn shivered with a terrible stutter. He had a black coat sprinkled with tiny dabs of white, and green eyes. This was the one that had been giving off the green sparks just moments ago.

"Where are they?" Mindy got ahold of herself, luckily without spilling any more tears, and faced the colts head-on, now. There was a moment of silence as the youngsters exchanged glances, silently consulting one another.

"We don't have any," a solid white pegasus filly with blue eyes finally squeaked.

"You don't have parents?" Mindy felt her heart, which had previously shattered in a defeated heap, begin reconstruction.

"Please, Miss," the brown earth pony with a black mane and white socks timidly spoke up. "You... You aren't going to call the police, are you?"

"We were just looking for food," the pegasus hurriedly added. Mindy's heart threatened to crack all over again. Orphaned, alone, scrounging for food and hiding from the police. This sounded familiar.

"No," she replied after a long pause. All three foals heaved sighs of relief. "W-Why don't you come with me? I work at a restaurant where we can get some really good food."

"Really?" She hadn't seen a foal's eyes light up so brightly since... since...

" _Alley wasn't the only one."_

She suddenly realized what Three Cheese had been talking about. He didn't mean that Alleyway was just another dime in a dozen. He'd meant that there were others out there. More orphaned foals who needed somepony- or some mule- to look out for them.

"Yes, really," she gently smiled. "And The Barley Bucket has five different kinds of ice cream for dessert."

"Lunch AND dessert? This is gonna be the best day ever!" the speckled unicorn cheered.

"Yes," Mindy agreed, tears pricking her eyes. "The best day ever."


	11. Epilogue

**Epilogue**

The shiny ribbons, proud, bobbing balloons and glorious signage now seemed out of place in this awkward atmosphere; the festivity of the entire occasion had surrendered to one mule's mourning. No one aside from Three Cheese and Paw Print made any attempt to comfort or console her, and the rest stood awkwardly in the background. One cough sounded from the otherwise silent crowd, but even that was drowned out by Mindy's wails.

"Miss Mindy?" A reaction was finally prompted from the audience. The sea parted to make way for three tiny forms pushing through: Snow White, Pepper Jack and Trailblazer, the three original foals that had inspired the orphanage.

"It's okay Miss Mindy," Pepper Jack's speckled black coat merged with her gray one as he draped himself over her shoulder and patted her back. Snow White followed suit, and Three Cheese stepped back to make way for Trailblazer.

"We know we're not Alleyway, but you have us," Snow White timidly offered.

"I know I do," Mindy sniffled, feeling her body relax, safe in her little envelope of friends. "And you're all I need. Thank you."

"We never met Alley, so we didn't know what he looked like," Pepper Jack began.

"But we heard he was a changeling, so we looked them up at the library," Snow added.

"And we made this for you," Trailblazer finished, holding up a crude child's drawing of what looked like a changeling and a mule, smiling and waving to the rest of the world. Mindy wiped her eyes to properly view their artwork, and tenderly took it.

"It's from all of us," Pepper Jack clarified, gesturing to the other colts and fillies that had been placed in her care, now timidly waving from within the crowd.

"It's beautiful," the mule scooped up the young colt, squeezing him tight. She didn't cry this time- she had cried herself dry. But her face said it all.

"Hey, kids," Cheese joined back into the conversation. "Who wants ice cream?"

"Me!" an entire chorus sang, accompanied by the scuffle of tiny hoofsteps. The rest of the onlookers, touched by the their actions, smiled and made way for the charging children. Cheese had recruited Fondue from the restaurant to help him cater the event, and he now passed out generous portions to the children. Another of Mindy's former coworkers began passing out cocktails. Paw Print raised her glass.

"To new beginnings."

"To new beginnings!" the company cheered.

"To new beginnings," the mule repeated quietly to herself. She looked up at the grandeur of the building, to the cheerful faces of the orphans, to her gathered friends, and finally back to the grand sign. Mindy looked up to the heavens, closed her eyes, and smiled. "Goodbye, Alleyway. And thank you."


End file.
